Fillmore (based on Route 66 artist Bob Waldmire and voiced by George Carlin in Cars, the video game, and Cars Toons (via archival recordings), Brian George in Cars Mater-National Championship, Mark Silverman in Cars Race-O-Rama, Lloyd Sherr in all other media after the first film due to Carlin's death) is a Volkswagen Type 2 microbus of early 1960s vintage as evidenced by his pointed front turn signals and small rear window. He is a stereotypical hippie, as he has stickers of the peace sign and flowers with his license plate positioned to resemble a soul patch. Lizzie (voiced by Katherine Helmond) is a 1924 Ford Model T Coupe, the widow of Radiator Springs' founder Stanley, and the elderly owner of a roadside souvenir and accessory shop. Cars 2 These are characters who have first or only appeared in the film Cars 2 (2011). Secret agents and spies Finn McMissile (voiced by Michael Caine in the second film, Martin Jarvis in the video games) is a British secret agent who recruits Mater to help in his mission. His small tail fins were inspired by a 1958 British sports car called the Peerless—one of the few British cars with fins. His suspicions about the World Grand Prix turn out to be correct, as the event was revealed to be a cover-up by Miles Axlerod to turn the world against alternative fuels. Holley Shiftwell (voiced by Emily Mortimer) is a British spy-in-training, and Mater's love interest. The Lemons are international criminals that appear in Cars 2. Sir Miles Axlerod (voiced by Eddie Izzard) is the main antagonist of the second film. Axlerod created the World Grand Prix to promote his new biofuel, Allinol. His "alternative fuel" is, in actuality, ordinary gasoline engineered to ignite if hit with electromagnetic pulses from generators disguised as television cameras. Axlerod planned to use Professor Zündapp and the lemon cars to kill McQueen in the final race, but the EMP weapon fails to finish him off because Sarge had switched McQueen's Allinol for Fillmore's organic fuel before the start of the race. Professor Zündapp (often referred simply as Professor Z) (voiced by Thomas Kretschmann) is an internationally wanted weapon designer. Though he initially appears to be the main antagonist, he is eventually revealed to be the central antagonist, and subordinate to Miles Axlerod. World Grand Prix Francesco Bernoulli (voiced by John Turturro in Cars 2 and Cars 2: